FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a - 16 or 15d - 16 of
the Securities Exchange Act of 1934
For the
month of May
HSBC Holdings plc
42nd
Floor, 8 Canada Square, London E14 5HQ, England
(Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F).
Form
20-F X Form 40-F
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of
Hong Kong Limited take no responsibility for the contents of this
document, make no representation as to its accuracy or completeness
and expressly disclaim any liability whatsoever for any loss
howsoever arising from or in reliance upon the whole or any part of
the contents of this document.
2
May 2025
(Hong
Kong Stock Code: 5)
HSBC Holdings plc
Poll results of 2025 Annual General Meeting
1. Poll Results
Following
its Annual General Meeting ("AGM") held today, HSBC Holdings plc
(the "Company") announces the results of the poll vote for each of
the resolutions set out in the Notice of AGM.
Resolutions
1 to 8, 11, 14, 16 and 17 were passed as ordinary resolutions and
resolutions 9, 10, 12, 13, 15, 18 and 19 were passed as special
resolutions.
In
line with the Board's recommendation, the shareholder-requisitioned
resolution 20 failed.
The
table below shows the votes cast on each resolution.
Votes cast on each resolution
|
|
VOTESFOR
|
% OF VOTES CAST
|
VOTESAGAINST
|
% OF VOTES CAST
|
VOTESTOTAL
|
% OF ISC VOTED*
|
VOTESWITHHELD
|
|
1.
To receive the Annual Report & Accounts 2024
|
8,932,256,552
|
99.95
|
4,142,357
|
0.05
|
8,936,398,909
|
50.56%
|
31,021,428
|
|
2.
To approve the Directors' Remuneration Report
|
8,807,418,532
|
98.34
|
148,870,299
|
1.66
|
8,956,288,831
|
50.68%
|
11,202,665
|
|
3. To approve the Directors'
Remuneration Policy
|
8,609,641,462
|
96.10
|
349,032,069
|
3.90
|
8,958,673,531
|
50.69%
|
8,780,440
|
|
4.
(a) To elect Manveen (Pam) Kaur as a
Director
|
8,940,638,543
|
99.83
|
15,484,120
|
0.17
|
8,956,122,663
|
50.68%
|
11,270,859
|
|
4.
(b) To re-elect Geraldine Buckingham as a
Director
|
8,950,761,272
|
99.91
|
8,094,637
|
0.09
|
8,958,855,909
|
50.69%
|
8,574,299
|
|
4.
(c) To re-elect Rachel Duan as a
Director
|
8,919,211,843
|
99.56
|
39,571,297
|
0.44
|
8,958,783,140
|
50.69%
|
8,321,065
|
|
4.
(d) To re-elect Georges Elhedery as a
Director
|
8,949,836,971
|
99.92
|
6,799,272
|
0.08
|
8,956,636,243
|
50.68%
|
10,531,433
|
|
4.
(e) To re-elect Dame Carolyn Fairbairn as a
Director
|
8,887,135,034
|
99.20
|
71,640,617
|
0.80
|
8,958,775,651
|
50.69%
|
8,489,447
|
|
4.(f)
To re-elect James Forese as a Director
|
8,950,699,279
|
99.91
|
7,807,234
|
0.09
|
8,958,506,513
|
50.69%
|
8,610,006
|
|
4.(g)
To re-elect Ann Godbehere as a Director
|
8,948,764,416
|
99.89
|
9,868,994
|
0.11
|
8,958,633,410
|
50.69%
|
8,569,565
|
|
4.(h)
To re-elect Steven Guggenheimer as a Director
|
8,953,293,004
|
99.94
|
5,119,915
|
0.06
|
8,958,412,919
|
50.69%
|
8,776,141
|
|
4.(i)
To re-elect Dr José Antonio Meade Kuribreña as a
Director
|
8,879,514,623
|
99.12
|
78,818,828
|
0.88
|
8,958,333,451
|
50.69%
|
8,667,410
|
|
4.(j)
To re-elect Kalpana Morparia as a Director
|
8,938,569,939
|
99.77
|
20,179,223
|
0.23
|
8,958,749,162
|
50.69%
|
8,596,988
|
|
4.(k)
To re-elect Eileen Murray as a Director
|
8,953,097,581
|
99.94
|
5,655,264
|
0.06
|
8,958,752,845
|
50.69%
|
8,587,125
|
|
4.(l)
To re-elect Brendan Nelson as a Director
|
8,936,345,041
|
99.76
|
21,817,147
|
0.24
|
8,958,162,188
|
50.69%
|
9,019,661
|
|
4.(m)
To re-elect Swee Lian Teo as a Director
|
8,953,103,910
|
99.93
|
5,831,863
|
0.07
|
8,958,935,773
|
50.69%
|
8,247,508
|
|
4.(n)
To re-elect Sir Mark E Tucker as a Director
|
8,822,576,135
|
98.48
|
136,594,436
|
1.52
|
8,959,170,571
|
50.69%
|
7,979,609
|
|
5.
To re-appoint PricewaterhouseCoopers LLP as Auditor of
the Company
|
8,882,991,858
|
99.20
|
71,595,888
|
0.80
|
8,954,587,746
|
50.67%
|
12,441,262
|
|
6.
To authorise the Group Audit Committee to determine
the remuneration of the Auditor
|
8,954,828,262
|
99.95
|
4,887,454
|
0.05
|
8,959,715,716
|
50.70%
|
7,517,345
|
|
7.
To authorise the Company to make political
donations
|
8,754,835,812
|
97.71
|
205,475,491
|
2.29
|
8,960,311,303
|
50.70%
|
7,039,523
|
|
8.
To authorise the Directors to allot
shares
|
8,517,826,841
|
95.12
|
436,528,602
|
4.88
|
8,954,355,443
|
50.67%
|
12,893,855
|
|
9.
To disapply pre-emption rights (special
resolution)
|
8,904,438,462
|
99.57
|
38,582,206
|
0.43
|
8,943,020,668
|
50.60%
|
23,995,702
|
|
10.
To further disapply pre-emption rights for acquisitions
(special resolution)
|
8,885,750,302
|
99.36
|
57,542,643
|
0.64
|
8,943,292,945
|
50.60%
|
23,695,185
|
|
11.
To authorise the Directors to allot any repurchased
shares
|
8,903,044,205
|
99.43
|
50,932,324
|
0.57
|
8,953,976,529
|
50.66%
|
13,222,148
|
|
12.
To authorise the Company to purchase its own ordinary shares
(special resolution)
|
8,953,147,621
|
99.95
|
4,646,175
|
0.05
|
8,957,793,796
|
50.69%
|
9,411,784
|
|
13.
To approve the form of share repurchase contract (special
resolution)
|
8,952,673,483
|
99.95
|
4,503,119
|
0.05
|
8,957,176,602
|
50.68%
|
10,056,610
|
|
14.
To authorise the Directors to allot equity securities in
relation to the issue of Contingent Convertible
Securities
|
8,867,109,093
|
99.04
|
85,655,520
|
0.96
|
8,952,764,613
|
50.66%
|
13,918,488
|
|
15.
To disapply pre-emption rights in relation to the issue of
Contingent Convertible Securities (special resolution)
|
8,826,898,622
|
98.60
|
125,020,147
|
1.40
|
8,951,918,769
|
50.65%
|
14,632,230
|
|
16.
To authorise the Directors to offer a scrip dividend
alternative
|
8,944,781,275
|
99.93
|
6,518,300
|
0.07
|
8,951,299,575
|
50.65%
|
12,884,191
|
|
17.
To amend the rules of the HSBC Share Plan 2011
|
8,716,852,849
|
97.33
|
239,261,675
|
2.67
|
8,956,114,524
|
50.68%
|
10,286,595
|
|
18.
Cancellation of share premium account and capital redemption
reserve (special resolution)
|
8,951,532,215
|
99.95
|
4,750,846
|
0.05
|
8,956,283,061
|
50.68%
|
10,116,944
|
|
19.
To call general meetings (other than an AGM) on 14 clear days'
notice (special resolution)
|
8,509,683,747
|
94.99
|
448,753,739
|
5.01
|
8,958,437,486
|
50.69%
|
8,022,755
|
|
20.
Shareholder requisitioned resolution: Midland Clawback Campaign
(special resolution)
|
348,171,859
|
3.90
|
8,585,892,316
|
96.10
|
8,934,064,175
|
50.55%
|
32,355,286
|
|
* based
on total issued share capital (the "ISC") as at 12.01am (London
time) on Thursday 1 May 2025. The Company held no ordinary shares
in treasury.
|
|||||||
2. Other
●
Computershare Investor Services PLC, the Company's
Share Registrar, acted as scrutineer of the poll on all
resolutions.
●
A copy of the resolutions passed at the AGM (other
than resolutions concerning ordinary business) has been submitted
to the UK Financial Conduct Authority for publication, and will
shortly be available for inspection via the National Storage
Mechanism which is located at https://data.fca.org.uk/#/nsmnationalstoragemechanism.
●
As at 12.01am (London time) on Thursday 1 May
2025, the total number of issued ordinary shares of US$0.50 each
entitling the holders to attend and vote on all the resolutions at
the AGM was 17,673,109,992. The Company held no ordinary shares in
treasury. A vote 'withheld' is not a vote in law and is
therefore not counted in the calculation of the
proportion of the votes 'for' and 'against' a
resolution.
●
In accordance with Rule 13.39(5A) of the Hong Kong
Listing Rules all Directors attended the AGM, except for Steven
Guggenheimer who was unable to attend the
meeting.
●
In accordance with Rule 13.40 of the Hong Kong
Listing Rules there were no shares entitling the holder to attend
and abstain from voting in favour of any of the resolutions. No
shareholder was required under the Hong Kong Listing Rules to
abstain from voting.
As at the time of this
announcement, the following are Directors of the Company:
Sir Mark Edward
Tucker*, Georges
Bahjat Elhedery, Geraldine Joyce Buckingham†,
Rachel Duan†,
Dame Carolyn Julie Fairbairn†, James
Anthony Forese†,
Ann Frances Godbehere†,
Steven Craig Guggenheimer†,
Manveen (Pam) Kaur, Dr José Antonio Meade
Kuribreña†,
Kalpana Jaisingh Morparia†,
Eileen K Murray†,
Brendan Robert Nelson† and
Swee Lian Teo†.
*
Non-executive Group Chairman
† Independent
non-executive Director
For
and on behalf of
HSBC Holdings plc
Aileen
Taylor
Company
Secretary
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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HSBC
Holdings plc
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By:
|
|
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Name:
Aileen Taylor
|
|
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Title:
Group Company Secretary and Chief Governance Officer
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Date:
02 May 2025
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